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8-KAccepted Oct 1, 4:36 PM ET

Quaker Chemical Corp Enters $550M Seven-Year Term B Loan

KWRQUAKER CHEMICAL CORP

Accepted (ET)

4:36 PM

Oct 1, 2026

Filed

Oct 1, 2026

Documents

13

Size

253.9 KB

Summary

Quaker Chemical Corp Enters $550M Seven-Year Term B Loan

Updated

What Happened Quaker Chemical Corporation announced on October 1, 2026 that it amended its existing credit agreement to add a new $550 million senior secured U.S. dollar-denominated Term Loan B Facility. JPMorgan Chase Bank, N.A. is the administrative agent for the Term Loan B Facility and Bank of America, N.A. remains administrative agent for the other credit facilities. The Term Loan B proceeds are to repay the prior U.S. Term Loans; as of the amendment’s effective date the aggregate U.S. Term Loans balance is $0.

The Term Loan B is a seven-year loan maturing October 1, 2033, with quarterly amortization and customary covenants, guarantees and security. The Company issued a press release about the amendment (Exhibit 99.1) and will file the full amendment as an exhibit to its quarterly report for the period ended September 30, 2026.

Key Details

  • Facility size and term: $550,000,000 seven-year Term Loan B Facility, maturity October 1, 2033.
  • Interest: Company’s election of Base Rate (Base Rate Loans) or Term SOFR (Term SOFR Loans); Applicable Rate = Term SOFR + 1.750% or Base Rate + 0.750%.
  • Amortization and prepayments: quarterly amortization equal to 0.25% of initial principal; mandatory excess-cash-flow prepayments subject to step-downs by Consolidated Net Leverage Ratio (50% if >3.75x, 25% if >3.25x–≤3.75x, 0% if ≤3.25x) and a $30,000,000 annual threshold.
  • Security and guarantees: first-priority liens on substantially all assets of the company and guarantor domestic subsidiaries; Term B is guaranteed by certain domestic subsidiaries.
  • Other items: 1.00% prepayment premium for repricing events within six months; Incremental borrowing capacity (the "Incremental Available Amount") includes at least $331M (or 100% of Consolidated EBITDA) plus certain other amounts and is subject to leverage tests; "most favored nation" pricing protection for certain incremental term B debt.
  • Covenant structure: covenant-lite for the Term B — breaches of financial maintenance covenants are not an immediate Event of Default for Term B lenders unless Required Pro Rata Facilities lenders accelerate.

Why It Matters This transaction replaces the prior U.S. term loans with longer-dated ($550M, seven-year) secured financing, locking in financing terms and providing defined prepayment and incremental borrowing mechanics. For investors, key implications include a multi-year maturity profile, known interest margin ranges, modest scheduled amortization, and secured collateral plus guarantees — which affect the company’s liquidity and capital structure. The covenant-lite feature reduces the risk that a covenant breach on the Term B alone would trigger an immediate default, but cross-default provisions mean a broader default under the Credit Agreement could still accelerate obligations.

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